LIMITED GUARANTYLimited Guaranty • August 28th, 2013 • Fosun Industrial Co., LTD • Pharmaceutical preparations • New York
This Limited Guaranty (this “Limited Guaranty”), dated as of August 28, 2013, by Fosun Industrial Co., Limited (the “Guarantor”), in favor of Simcere Pharmaceutical Group, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Guaranteed Party”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Merger Agreement (as defined below).
SUPPORT AGREEMENTSupport Agreement • February 18th, 2014 • Fosun Industrial Co., LTD • Wholesale-medical, dental & hospital equipment & supplies • Delaware
This SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of February 17, 2014, by and among Healthy Harmony Holdings, L.P., a Cayman Islands limited partnership (“Parent”), TPG Asia VI, L.P., a Cayman Islands limited partnership (the “Sponsor”) (solely for the purpose of Sections 9(a), 9(c), 9(d), 9(e), 9(f), 10 and 17), and the stockholders of Chindex International, Inc., a Delaware corporation (the “Company”), listed on Schedule A-1 hereto (each, together with his, her or its heirs, beneficiaries, executors, successors and permitted assigns, a “Stockholder” and, collectively the “Stockholders”, and together with Parent and Sponsor, the “parties”).
LIMITED GUARANTEELimited Guarantee • February 18th, 2014 • Fosun Industrial Co., LTD • Wholesale-medical, dental & hospital equipment & supplies • Delaware
This Guarantee is one of two substantially identical limited guarantees (such other limited guarantee, the “Other Guarantee”), with the Other Guarantee being made by TPG Asia VI, L.P., a Cayman Islands limited partnership (“Sponsor”), to the Guaranteed Party on the date of this Guarantee.
AGREEMENTAgreement • April 21st, 2014 • Fosun Industrial Co., LTD • Wholesale-medical, dental & hospital equipment & supplies • Hong Kong
This Agreement (the “Agreement”) is entered into as of April 18, 2014, by and among TPG Asia VI, L.P. (“Sponsor”), Healthy Harmony Holdings, L.P. (“Parent”) and Fosun Industrial Co., Limited (“Significant Stockholder”, and together with Parent and Sponsor, the “parties”).
FOSUN ROLLOVER AGREEMENTFosun Rollover Agreement • December 30th, 2019 • Fosun Industrial Co., LTD • Blank checks • Hong Kong
This FOSUN ROLLOVER AGREEMENT, dated as of July 30, 2019 (as may be amended, supplemented, modified and varied from time to time in accordance with the terms herein, this “Agreement”), is made and entered into by and among:
April 18, 2014Letter Agreement • April 21st, 2014 • Fosun Industrial Co., LTD • Wholesale-medical, dental & hospital equipment & supplies • Delaware
This letter agreement (this “Agreement”) amends and restates the letter agreement entered into between Fosun Industrial Co., Limited, a corporation organized under the laws of Hong Kong (“Significant Stockholder”), and Healthy Harmony Holdings, L.P., a Cayman Islands limited partnership (“Parent”), on February 17, 2014, and sets forth the commitments of Significant Stockholder, subject to the terms and conditions contained herein, to purchase, directly or indirectly, certain limited partnership interests of Parent. It is contemplated that, pursuant to that certain Amended and Restated Agreement and Plan of Merger (as further amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”), dated as of the date hereof, by and among Chindex International, Inc., a Delaware corporation (the “Company”), Parent and Healthy Harmony Acquisition, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), Merger Sub will be merged with an
JOINT FILING AGREEMENTJoint Filing Agreement • August 17th, 2017 • Fosun Industrial Co., LTD • Pharmaceutical preparations
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with the Securities and Exchange Commission (and, if such security is registered on a national securities exchange, also with the exchange), and further agrees to the filing, furnishing, and/or incorporation by reference of this agreement as an exhibit thereto. This agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
Fosun Industrial Co., Limited c/o Shanghai Fosun Pharmaceutical Group Co., Ltd. 9th Floor, No.2 East Fuxing Road, Shanghai 200010, PRC Attention: Qiao Yang Roberta Lipson c/o Chindex International, Inc. 4340 East West Highway Bethesda, MD 20814...Fosun Industrial Co., LTD • April 21st, 2014 • Wholesale-medical, dental & hospital equipment & supplies
Reference is made to the Support Agreement (as may be amended, supplemented and restated from time to time, the “Support Agreement”), dated as of February 17, 2014, by and among Healthy Harmony Holdings, L.P., a Cayman Islands limited partnership (“Parent”), TPG Asia VI, L.P. (“Sponsor”) and the existing shareholders of Chindex International, Inc., a Delaware corporation (the “Company”), named therein. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings ascribed to such terms in the Support Agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • May 14th, 2018 • Fosun Industrial Co., LTD • Pharmaceutical preparations
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with the Securities and Exchange Commission (and, if such security is registered on a national securities exchange, also with the exchange), and further agrees to the filing, furnishing, and/or incorporation by reference of this agreement as an exhibit thereto. This agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
To: Healthy Harmony Holdings, L.P. (the “Issuer” or “you”) c/o TPG Capital, L.P. 345 California Street, Suite 3300, San Francisco, CA 94104 Attention: Ronald Cami, Esq. Telephone No.: (415) 743-1532 Facsimile No.: (415) 743-1501Letter Agreement • February 18th, 2014 • Fosun Industrial Co., LTD • Wholesale-medical, dental & hospital equipment & supplies • Delaware
We refer to the Agreement and Plan of Merger dated the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”) among Chindex International, Inc. (the “Company”), the Issuer and Healthy Harmony Acquisition, Inc., a wholly owned subsidiary of the Issuer (“Merger Sub”), pursuant to which Merger Sub will be merged with and into the Company (the “Merger”), with the Company being the surviving entity of the Merger and a wholly-owned subsidiary of the Issuer. Unless otherwise defined herein, capitalized terms used herein shall have the same meaning as ascribed to them in the Merger Agreement or in the Initial Subscription Agreement (as defined below).
DIRECTOR NOMINATION AGREEMENTDirector Nomination Agreement • December 30th, 2019 • Fosun Industrial Co., LTD • Blank checks
THIS DIRECTOR NOMINATION AGREEMENT (this “Agreement”) is made and entered into as of December 18, 2019 (the “Effective Time”), by and among New Frontier Corporation, an exempted company incorporated with limited liability in the Cayman Islands (the “Company”), New Frontier Public Holding Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Sponsor”) and Fosun Industrial Co., Limited, a company incorporated in Hong Kong (the “Shareholder”). Capitalized terms used but not otherwise defined in this Agreement have the respective meanings given to them in the Transaction Agreement (as defined below).
WAIVER AGREEMENTWaiver Agreement • February 18th, 2014 • Fosun Industrial Co., LTD • Wholesale-medical, dental & hospital equipment & supplies
This WAIVER AGREEMENT, dated as of February 17, 2014 (this “Agreement”), is by and among Chindex International, Inc., a Delaware corporation (the “Company”), Fosun Industrial Co., Limited, a Hong Kong corporation (the “Investor”), and Shanghai Fosun Pharmaceutical (Group) Co., Ltd., a Chinese corporation (the “Warrantor”).
WAIVER AGREEMENTWaiver Agreement • June 17th, 2010 • Fosun Industrial Co., LTD • Wholesale-medical, dental & hospital equipment & supplies
This WAIVER AGREEMENT, dated as of June 15, 2010 (this “Agreement”), is by and among Chindex International, Inc., a Delaware corporation (the “Company”), Fosun Industrial Co., Limited, a Hong Kong corporation (the “Investor”), and Shanghai Fosun Pharmaceutical (Group) Co., Ltd, a Chinese corporation (the “Warrantor”).
CONTRIBUTION AGREEMENTContribution Agreement • August 28th, 2013 • Fosun Industrial Co., LTD • Pharmaceutical preparations • New York
This CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of August 28, 2013 by and among Simcere Holding Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Parent”), and certain shareholders of Simcere Pharmaceutical Group, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), listed on Schedule A hereto (each, a “Rollover Shareholder” and collectively, the “Rollover Shareholders” or the “Consortium”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2023 • Fosun Industrial Co., LTD • X-ray apparatus & tubes & related irradiation apparatus
The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Class A common stock of Butterfly Network, Inc. shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an exhibit to such Schedule 13G. Each of the undersigned acknowledges that each shall be responsible for the timely filing of amendments with respect to information concerning such undersigned reporting person, and for the completeness and accuracy of the information concerning such undersigned reporting person, contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that such reporting person knows or has reason to believe that such information is inaccurate. This Agreement may be executed in any number of counterparts and all of such counterparts taken together shall constitute one and the same instrument.
February 17, 2014Letter Agreement • February 18th, 2014 • Fosun Industrial Co., LTD • Wholesale-medical, dental & hospital equipment & supplies • Delaware
This letter agreement (this “Agreement”) sets forth the commitments of Fosun Industrial Co., Limited, a corporation organized under the laws of Hong Kong (“Significant Stockholder”), subject to the terms and conditions contained herein, to purchase, directly or indirectly, certain limited partnership interests of Healthy Harmony Holdings, L.P., a newly formed Cayman Islands limited partnership (“Parent”). It is contemplated that, pursuant to that certain Agreement and Plan of Merger (as amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”), dated as of the date hereof, by and among Chindex International, Inc., a Delaware corporation (the “Company”), Parent and Healthy Harmony Acquisition, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), Merger Sub will be merged with and into the Company (the “Merger”), with the Company being the surviving entity of such Merger and a wholly-owned subsidiary of Parent. Concur
WAIVER AGREEMENTWaiver Agreement • April 21st, 2014 • Fosun Industrial Co., LTD • Wholesale-medical, dental & hospital equipment & supplies
This WAIVER AGREEMENT, dated as of April 18, 2014 (this “Agreement”), is by and among Chindex International, Inc., a Delaware corporation (the “Company”), Fosun Industrial Co., Limited, a Hong Kong corporation (the “Investor”), and Shanghai Fosun Pharmaceutical (Group) Co., Ltd., a Chinese corporation (the “Warrantor”).
TERMINATION AGREEMENT TO THE LIMITED GUARANTEETermination Agreement • April 21st, 2014 • Fosun Industrial Co., LTD • Wholesale-medical, dental & hospital equipment & supplies
This Termination Agreement (the “Termination Agreement”), dated as of April 18, 2014, is entered by and between Fosun Industrial Co., Limited, a corporation organized under the laws of Hong Kong (the “Guarantor”), and Chindex International, Inc., a Delaware corporation (the “Guaranteed Party”). The Guarantor and the Guaranteed Party are collectively referred to as the “Parties” or individually as a “Party” as the context may require.
To: Healthy Harmony Holdings, L.P. (“Parent” or “you”)Fosun Industrial Co., LTD • February 18th, 2014 • Wholesale-medical, dental & hospital equipment & supplies • Hong Kong
We refer to the Agreement and Plan of Merger dated the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”) among Chindex International, Inc. (the “Company”), Parent and Healthy Harmony Acquisition, Inc., a wholly owned subsidiary of Parent (“Merger Sub”), pursuant to which Merger Sub will be merged with and into the Company (the “Merger”), with the Company being the surviving entity of the Merger and a wholly-owned subsidiary of Parent.
To: Fosun Industrial Co., Limited (“Significant Stockholder” or “you”) c/o Shanghai Fosun Pharmaceutical Group Co., Ltd. 9th Floor, No.2 East Fuxing Road, Shanghai 200010, PRC Attention: Qiao Yang Tel: +86 21 23138000*8185/23128185Merger Agreement • February 18th, 2014 • Fosun Industrial Co., LTD • Wholesale-medical, dental & hospital equipment & supplies • Hong Kong
Whereas, Significant Stockholder (i) is making an investment in Parent in connection with the Merger and has entered into an Equity Commitment Letter dated as of the date hereof and (ii) has agreed to make further investments in Parent to finance future hospital projects of Parent (the “Projects”) after the Closing pursuant to a letter of commitment dated as of the date hereof (the “Letter of Commitment”).
JOINT FILING AGREEMENTJoint Filing Agreement • December 30th, 2019 • Fosun Industrial Co., LTD • Blank checks
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13D. Each of them is responsible for the timely filing of such statement and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.
